A Friend in Need  Part 3  (originally titled Exercise Time)

	Jane was working the closing shift at the bakery that she had found employment 
at. It had been about 3 months since she moved in with me and my wife Louise. The sex 
had been phenomenal since that night she wanted to see our collection of erotic 
photographs. After a week of the three of us sleeping in the same queen size bed, Jane 
had moved back to her own room. Dont get me wrong. She still made love to me and to 
Louise on a regular basis, both one on one and in three ways. Its just that our bed was 
not big enough for three of us to sleep comfortably. 
	Jane wasnt scheduled to be home for about three hours. I changed into a loose 
pair of training shorts and went to our home gym in the basement. These shorts were old 
and potentially revealing. But, it was just myself and Louise at home. And its not like 
she had not seen my equipment. I did my stretching and then got on the treadmill. After a 
good 40 minutes, I got off and moved over to the universal gym. Thats one of those all 
in one deals with pully operated weight apparatus. I sat down on the bench and started 
working on my arms. My legs were spread on either side of the bench when Louise came 
down stairs. She glanced in my direction and started to giggle. I, of course, had to ask 
what was so funny. She just looked at me and said, I can see your nuts. Being a big 
time smart ass, I responded, No, Im not. Of course I knew she was referring to the 
view, not my mental state. 
	She walked over and ran her hand up my leg and started to tickle my balls. No, 
silly. I can see YOUR nuts. I continued my exercises as she walked into the other room. 
The touch on my sack had been exquisite. My cock had definitely taken notice. It was 
difficult, but I got my mind back on the task at hand, toning my body. 
	I was almost done, laying on the bench doing some bench presses, when Louise 
came back into the room. She came over and started stroking my leg again. The exercise 
was becoming more difficult because of the distraction so I told her so. She just asked if 
she wanted her to stop. By this time, her hand was inside my shorts stroking my balls and 
grazing my now steel hard cock. I just moaned and stopped my work out. When she 
moved the leg of my shorts out of the way, she fully exposed me. 
	I was laying there, on my back with my eyes closed. What happened next blew 
my mind. I felt her hot breath on my balls and was soon blessed with a quick lick of my 
cock. Louise started to teasingly lick my cock and balls, driving me crazy. She was 
kneeling on the left side of the bench giving me a huge amount of pleasure. When she 
took my cock all the way into her hot, talented mouth, all I could do was moan. Louise is 
an excellent cock sucker but she doesnt pleasure me this way very often. 
      It was now about an hour and a half since I started my now interrupted exercise 
regime. I was moaning and Louise was sucking. I reached over and started to caress her 
still fully covered tits. I could feel her nipples harden as I gently stroked her chest. Louise 
started to bob her head on my cock. I was in heaven. I was extremely disappointed when 
she stopped her sucking. What she did next was totally unexpected. She lifted my left leg 
up and exposed my bum. She maneuvered herself around so she could look right at my 
hole. When she leaned forward and poked her tongue around my anal opening, I almost 
came right then. The feeling was amazing. She lifted her head and asked if I was enjoying 
what she was doing. All I could do was weakly answer, Yes. She tongued my ass for a 
couple more minutes, then stood up.
      She was still fully dressed. So, there I am, laying on my back with my cock 
exposed and her with all of her clothes. As I watched, she slowly started a strip tease. I 
reached down to pleasure myself as she slowly removed her shirt and jeans, but she 
reached down and stopped me. Not yet. She now stood before me in a delicate 
underwire bra and thong panties. She straddled me and started running her crotch over 
my cock. I was just about to try and take control of the situation when she stepped away 
and removed her panties. At last, I thought, I will be able to put my cock into that wet 
pussy. Boy was I wrong. She straddled me, facing away from me. She started rubbing 
her pussy up and down on my member. When she thought it was good and wet, she 
raised herself, reached between her legs and took hold of my cock. She pointed my cock 
upwards. Weve done this before  reverse cowboy. Wrong.
      When she lowered herself, she did not guide me to her pussy but rather her 
asshole. She slowly worked herself down onto my pole until I was buried to the hilt in her 
ass. She started riding me. Up and down. Up and down. Grind a bit. Up and down. She 
fucked my cock with her ass. I tried to reach around to play with her pussy but my arms 
were not long enough. I raised my head a bit and saw that her hands were in her crotch. 
As she filled her ass with me, she was playing with her pussy. I could hear her start to 
moan at the pleasure she was getting from my cock and her fingers. I layed back, holding 
onto her hips and closed my eyes.
      A few moments later, my eyes still closed and cock still buried in my beautiful 
wifes ass, I felt hot breath on my balls. At the same time, Louise gave out a loud moan. I 
looked up and saw a familiar head of hair between my wifes legs. It seems it was a slow 
night, so Janes boss let her go home early. When she arrived, she came into the 
basement and saw us locked together in lust. She just had to join the fun. She knelt down 
at the end of the exercise bench and without so much as a hello, started to eat Louises 
cunt. Louise grabbed Janes head and guided her. From her soaking wet hole up to her 
clit, Jane expertly licked Louise. 
      As Louises orgasm started to get closer, she started squirming on my cock. The 
feeling on my equipment was the next best thing to heaven at that moment. I was getting 
close to filling my wifes bowels with sperm when Janes attention to Louises love box 
began to pay dividends. 
      Louise started to cum, moaning loudly and contracting her ass muscles on my 
cock. And all I could do was lay there. I wanted to do some fucking but with Louise on 
top of me and the bench having no give, I was at her mercy. Jane started licking my balls, 
right under Louises dripping, convulsing cunt. Jane teased me as best she could 
considering my position. Then I felt her snake a finger under my balls and up towards my 
own bowel. When she made contact, she started to wiggle her finger against my 
sphincter. That set me off. Im cuuummmmmmmmiiiiinnnnnngg, I shouted as I started 
to shoot my hot, thick baby making fluid into Louises ass. 
      Once we had all come down from our sexual high, Louise dismounted me. We 
collapsed onto the floor. Jane came over and joined our happy cuddle. She was fully 
clothed with a grin a mile wide. 
      We offered to return the favour we had just given her. But she politely declined. 
Turns out this was not the week to be playing in her playground. But she did grin 
mischievously at us and said we could pay her back later.
